31558 Federal Register / Vol. 87, No. 100 / Tuesday, May 24, 2022 / Notices 

3 12 CFR 261.17. 

4 5 U.S.C. 552(b)(4). 

1Materials related to the applications are 

available on the OCC’s website at https://occ.gov/ 

topics/charters-and-licensing/public-comment/ 

business-combination-or-merger-applicationscomments.html and the Board’s website at https:// 

www.federalreserve.gov/foia/td-group-first-horizonapplication-related-materials.htm. 

Availability of Information,3 and such 

requests will be reviewed on a case-bycase basis. Information submitted on the 

FR 1583 may be related to the SLHC’s 

business operations, such as terms and 

sources of the funding for dividends and 

pro forma balance sheets. To the extent 

that this information constitutes 

nonpublic commercial or financial 

information, which is both customarily 

and actually treated as private by the 

respondent, it may be kept confidential 

under exemption 4 of the Freedom of 

Information Act.4

Current actions: On January 28, 2022, 

the Board published a notice in the 

Federal Register (87 FR 4595) 

requesting public comment for 60 days 

on the extension, without revision, of 

the FR 1583. The comment period for 

this notice expired on March 29, 2022. 

The Board did not receive any 

comments. 

Board of Governors of the Federal Reserve 

System, May 17, 2022. 

Michele Taylor Fennell, 

Deputy Associate Secretary of the Board. 

[FR Doc. 2022–11097 Filed 5–23–22; 8:45 am] 

BILLING CODE 6210–01–P 

DEPARTMENT OF THE TREASURY 

Office of the Comptroller of the 

Currency 

FEDERAL RESERVE SYSTEM 

Public Meeting: Proposal by The 

Toronto-Dominion Bank, TD Group US 

Holdings LLC, and TD Bank US 

Holding Company To Acquire First 

Horizon Corporation and for First 

Horizon Bank To Merge With and Into 

TD Bank, National Association 

AGENCY: Office of the Comptroller of the 

Currency (OCC) and Board of Governors 

of the Federal Reserve System (Board). 

ACTION: Notice of public meeting. 

SUMMARY: A virtual public meeting will 

be held regarding the proposals by The 

Toronto-Dominion Bank, Toronto, 

Ontario, Canada, TD Group US 

Holdings LLC, Wilmington, Delaware, 

and TD Bank US Holding Company, 

Cherry Hill, New Jersey, to acquire First 

Horizon Corporation and thereby 

indirectly acquire First Horizon Bank, 

both of Memphis, Tennessee, pursuant 

to the Bank Holding Company Act; and 

for First Horizon Bank to merge with 

and into TD Bank, National Association 

(TD Bank), Wilmington, Delaware, 

pursuant to the Bank Merger Act. The 

purpose of the meeting is to collect 

information related to factors the Board 

and OCC consider when making 

determinations under the Bank Holding 

Company Act and the Bank Merger Act. 

DATES: The meeting date is August 18, 

2022, from 9:00 a.m. to 5:00 p.m. 

Eastern Daylight Time (EDT). Members 

of the public seeking to make oral 

comments during the virtual meeting 

must register by 12:00 p.m. EDT on July 

28, 2022, to be placed on a list of 

registered commenters and receive 

specific instructions for participation. 

Members of the public seeking to watch 

the virtual meeting (but not provide oral 

comments) must register any time prior 

to 11:59 p.m. EDT on August 17, 2022. 

FOR FURTHER INFORMATION CONTACT: 

OCC: Jason Almonte, Director for Large 

Bank Licensing, Office of the 

Comptroller of the Currency, 400 7th 

Street SW, Washington, DC 20219, via 

email at jason.almonte@occ.treas.gov, or 

via telephone at (917) 344–3405. Federal 

Reserve: James W. Corkery, Assistant 

Vice President, Federal Reserve Bank of 

Philadelphia, Ten Independence Mall, 

Philadelphia, Pennsylvania 19106, via 

email at: comments.applications@

phil.frb.org, or via telephone at 215– 

574–6416. For users who have hearing 

or speech impairments, please call 711 

from any telephone, anywhere in the 

United States. 

SUPPLEMENTARY INFORMATION: 

I. Background and Public Meeting 

Notice 

On March 21, 2022, TD Bank applied 

to the OCC to merge First Horizon Bank 

with and into TD Bank pursuant to 

section 18(c) of the Federal Deposit 

Insurance Act (12 U.S.C. 1828(c)) (Bank 

Application). On March 22, 2022, the 

Board received an application from The 

Toronto-Dominion Bank, TD Group US 

Holdings LLC, and TD Bank US Holding 

Company, to acquire First Horizon 

Corporation, parent of First Horizon 

Bank, pursuant to the Bank Holding 

Company Act (12 U.S.C. 1841 et seq.) 

(Holding Company Application). The 

OCC and Board (agencies) hereby 

announce that a public meeting on the 

applications will be held, as described 

below. 

II. Purpose and Procedures 

The public meeting will be held 

virtually. A virtual meeting will help 

protect the health and safety of all 

participants in light of the continuing 

occurrence of COVID–19 cases. The 

virtual format also will expand public 

access to the proceedings for both 

viewers and those who testify, and it 

will reduce travel and related costs 

associated with attending in-person 

proceedings. 

The purpose of the public meeting is 

to collect information relating to the 

factors that the agencies consider under 

the applicable statutes in acting on the 

applications. These factors include the 

effects of the proposal on the 

convenience and needs of the 

communities to be served by the 

combined organization; the insured 

depository institutions’ performance 

under the Community Reinvestment 

Act; the impact of the proposal on 

competition in the relevant markets; the 

effects of the proposal on the stability of 

the U.S. banking or financial system; the 

financial and managerial resources and 

future prospects of the companies and 

banks involved in the proposal; and the 

effectiveness of the companies and 

banks in combatting money laundering 

activities. Witnesses may present oral 

testimony in support of the proposed 

transactions, in opposition to the 

proposed transactions, or without taking 

a position in support or opposition. 

Testimony at the public meeting will 

be presented virtually to a panel 

consisting of Presiding Officers and 

other panel members appointed by the 

Presiding Officers. The Presiding 

Officers will have the authority and 

discretion to ensure that the meeting 

proceeds in a fair and orderly manner. 

The rules for taking evidence in an 

administrative proceeding will not 

apply to the public meeting. In general, 

the role of the panel members will be to 

listen to the oral testimony. The 

panelists may ask questions of those 

who testify; however, the questions 

generally will be limited to seeking 

clarification of statements made. Panel 

members may question witnesses, but 

no cross-examination of witnesses will 

be permitted. The public meeting will 

be transcribed, and the transcript will be 

posted on the respective public websites 

of the Board and OCC and the Board.1

Information for Persons Wishing To 

Testify 

All persons wishing to testify at the 

public meeting must submit a written 

request to testify no later than 12:00 

p.m. EDT on July 28, 2022, through the 

OCC’s website at: https://occ.gov/topics/ 

charters-and-licensing/public-comment/ 

business-combination-or-mergerapplications-comments.html, which 

will be updated to provide a link to a 


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Federal Register / Vol. 87, No. 100 / Tuesday, May 24, 2022 / Notices 31559 

2The agencies will review written materials 

submitted through the comment submission process 

and, as described below, written comments relating 

to the application will be posted to the agencies’ 

respective public websites. 

registration website by June 8, 2022. The 

OCC will provide the Board with a copy 

of each request to testify. 

The online registration site will 

collect the following information from 

persons requesting to testify: (i) The 

name, city and state, telephone number, 

organization (if applicable), and email 

address of the person testifying; (ii) a 

brief statement of the nature of the 

expected testimony (including whether 

the testimony will support, oppose, or 

neither support nor oppose the 

proposed transactions); and (iii) the 

identification of any special needs, such 

as translation services, or disabilities 

requiring assistance. Translators or 

interpreters will be provided to the 

extent available if a need for such 

services is noted in the request to 

testify. 

Those wishing to submit a written 

version of their oral testimony may, but 

need not, file the written submission 

with the Presiding Officers via email to 

both LargeBanks@occ.treas.gov and 

comments.applications@phil.frb.org 

before the meeting begins, or within 

three business days after the date of the 

meeting, and the subject line of the 

email should state ‘‘PUBLIC MEETING.’’ 

Persons who wish to testify must be 

able to access the online meeting 

platform using a computer, tablet, smart 

phone, or similar mobile device and 

have a video camera on their computer 

or mobile device. Persons who have 

registered to testify will be contacted by 

agency staff prior to the meeting and 

provided with specific instructions on 

participation (e.g., how to connect to the 

online meeting), as well as an 

opportunity to attend a technical 

session on how to connect to audio and 

video for the meeting. 

Information for Persons Watching or 

Listening to the Meeting Without 

Testifying 

Persons interested in watching the 

meeting (but not testifying) must register 

by submitting their name and email 

address through the OCC’s website at: 

https://occ.gov/topics/charters-andlicensing/public-comment/businesscombination-or-merger-applicationscomments.html, which will be updated 

to provide a link to a registration 

website by June 8, 2022. Registrants will 

be provided information on accessing 

the online meeting platform. 

Persons who wish to listen to the 

meeting (but not watch it or testify) 

need not register online and may access 

audio of the meeting using a call-in 

number that will be available on August 

17, 2022, on the registration website at: 

https://occ.gov/topics/charters-andlicensing/public-comment/businesscombination-or-merger-applicationscomments.html. Persons attending via 

telephone will only be able to listen to 

the meeting audio, and all phone lines 

will be placed on mute to minimize 

disruption. Persons listening to the 

public meeting via telephone will not be 

able to provide testimony and will not 

have the ability to view the speakers or 

any other information that may be 

shown on screen during the meeting. 

Transcript of the Meeting 

The agencies anticipate that a 

transcript of the meeting will be posted 

on each agency’s respective public 

website. An audio or video recording of 

the meeting will not be retained by the 

agencies. No presentation materials will 

be permitted to be used during the 

public meeting due to technical 

considerations associated with a virtual 

format.2

Meeting Procedures 

The Presiding Officers will prepare a 

schedule for persons wishing to testify 

and establish the order of presentation. 

To ensure an opportunity for all 

interested commenters to present their 

views, the Presiding Officers may limit 

the time for providing oral comments 

and may establish other procedures 

related to the conduct of the public 

meeting as appropriate. For instance, 

each person may be permitted up to 

three minutes to testify. In order to 

verify the identity of persons scheduled 

to testify at the virtual public meeting, 

individuals who register to testify will 

be required to join a virtual waiting 

room in advance of the public meeting, 

where they must present a valid, 

government-issued photo identification 

using the video conference feature. 

Individuals who register to testify will 

be contacted by email to schedule their 

identity verification sessions. The 

Presiding Officers may extend the end 

time of the meeting beyond 5:00 p.m. 

EDT, if additional time is needed to 

accommodate demonstrated public 

interest. 

Reasonable Accommodations 

Persons who wish to request 

reasonable accommodations should 

submit a request through the OCC’s 

website at: https://occ.gov/topics/ 

charters-and-licensing/public-comment/ 

business-combination-or-mergerapplications-comments.html, which 

will be updated to provide a link to a 

registration website by June 8, 2022; or, 

by calling Jason Bouleris, Program 

Analyst in the OCC’s Community 

Affairs Division, at (202) 649–6382. 

Requests should be made no later than 

12:00 p.m. EDT on July 28, 2022. 

Requests submitted after this time may 

not be possible to accommodate. 

Requests should include a detailed 

description of the accommodation 

needed and a way for agency staff to 

contact the requester if more 

information is needed regarding the 

request. 

Extension of the Comment Period 

The Board is extending the comment 

period on the Holding Company 

Application, and the OCC is extending 

the comment period on the Bank 

Application, through 5:00 p.m. EDT on 

August 23, 2022. 

Written comments regarding the 

Holding Company Application may be 

submitted to the Federal Reserve Bank 

of Philadelphia, James W. Corkery, 

Assistant Vice President, Ten 

Independence Mall, Philadelphia, 

Pennsylvania 19106, or electronically to 

comments.applications@phil.frb.org; or 

the offices of the Board of Governors, 

Ann E. Misback, Secretary of the Board, 

20th Street and Constitution Avenue 

NW, Washington, DC 20551–0001. In 

general, all written comments will be 

made available on the Board’s website at 

https://www.federalreserve.gov/foia/tdgroup-first-horizon-application-relatedmaterials.htm as submitted, and will not 

be edited to remove any confidential, 

contact, or other identifying 

information. 

Written comments on the Bank 

Application may be submitted to Jason 

Almonte, Director for Large Bank 

Licensing at LargeBanks@occ.treas.gov 

or at 340 Madison Avenue, Fifth Floor, 

New York, New York 10173. Written 

comments will be made available on 

OCC’s website at https://www.occ.gov/ 

topics/charters-and-licensing/publiccomment/business-combination-ormerger-applications-comments.html. In 

general, the OCC will publish each 

comment without change, including any 

business or personal information, name 

and address, email addresses, and 

phone numbers. Comments received, 

including attachments and other 

supporting material, are part of the 

public record and subject to public 

disclosure. Do not enclose any 

information in a comment or supporting 

material that is confidential or 

inappropriate for public disclosure. 

Privacy Note 

The OCC will make the public record 

of the Bank Application, including all 

comments received, the written copy of 


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31560 Federal Register / Vol. 87, No. 100 / Tuesday, May 24, 2022 / Notices 

a person’s oral testimony at the public 

meeting (if a written copy is provided to 

the agencies), and the transcript of the 

public meeting, available on the OCC’s 

public website at: https://occ.gov/ 

topics/charters-and-licensing/publiccomment/business-combination-ormerger-applications-comments.html. 

The Board will make the public record 

of the Holding Company Application, 

including all comments received, the 

written copy of a person’s oral 

testimony at the public meeting (if a 

written copy is provided to the 

agencies), and the transcript of the 

public meeting, available on the Board’s 

public website at: https://

www.federalreserve.gov/foia/td-groupfirst-horizon-application-relatedmaterials.htm. Persons submitting 

comments and/or testimony are 

reminded to include only information 

that they wish to make available to the 

public. 

Michael J. Hsu, 

Acting Comptroller of the Currency. 

By order of the Board of Governors of the 

Federal Reserve System. 

Ann Misback, 

Secretary of the Board. 

[FR Doc. 2022–11068 Filed 5–23–22; 8:45 am] 

BILLING CODE P 

FEDERAL RESERVE SYSTEM 

Proposed Agency Information 

Collection Activities; Comment 

Request 

AGENCY: Board of Governors of the 

Federal Reserve System. 

ACTION: Notice, request for comment. 

SUMMARY: The Board of Governors of the 

Federal Reserve System (Board) invites 

comment on a proposal to extend for 

three years, without revision, the 

Disclosure Requirements and 

Recordkeeping Requirements 

Associated with Regulation CC (FR CC; 

OMB No. 7100–0235). 

DATES: Comments must be submitted on 

or before July 25, 2022. 

ADDRESSES: You may submit comments, 

identified by FR CC, by any of the 

following methods: 

• Agency Website: https://

www.federalreserve.gov/. Follow the 

instructions for submitting comments at 

https://www.federalreserve.gov/apps/ 

foia/proposedregs.aspx. 

• Email: regs.comments@

federalreserve.gov. Include the OMB 

number or FR number in the subject line 

of the message. 

• FAX: (202) 452–3819 or (202) 452– 

3102. 

• Mail: Federal Reserve Board of 

Governors, Attn: Ann E. Misback, 

Secretary of the Board, Mailstop 

M–4775, 2001 C St NW, Washington, 

DC 20551. 

All public comments are available 

from the Board’s website at https://

www.federalreserve.gov/apps/foia/ 

proposedregs.aspx as submitted, unless 

modified for technical reasons or to 

remove personally identifiable 

information at the commenter’s request. 

Accordingly, comments will not be 

edited to remove any confidential 

business information, identifying 

information, or contact information. 

Public comments may also be viewed 

electronically or in paper in Room 

M–4365A, 2001 C St NW, Washington, 

DC 20551, between 9:00 a.m. and 5:00 

p.m. on weekdays. For security reasons, 

the Board requires that visitors make an 

appointment to inspect comments. You 

may do so by calling (202) 452–3684. 

Upon arrival, visitors will be required to 

present valid government-issued photo 

identification and to submit to security 

screening in order to inspect and 

photocopy comments. 

Additionally, commenters may send a 

copy of their comments to the Office of 

Management and Budget (OMB) Desk 

Officer for the Federal Reserve Board, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, New Executive Office Building, 

Room 10235, 725 17th Street NW, 

Washington, DC 20503, or by fax to 

(202) 395–6974. 

FOR FURTHER INFORMATION CONTACT: 

Federal Reserve Board Clearance 

Officer—Nuha Elmaghrabi—Office of 

the Chief Data Officer, Board of 

Governors of the Federal Reserve 

System, Washington, DC 20551, (202) 

452–3829. 

SUPPLEMENTARY INFORMATION: On June 

15, 1984, OMB delegated to the Board 

authority under the Paperwork 

Reduction Act (PRA) to approve and 

assign OMB control numbers to 

collections of information conducted or 

sponsored by the Board. In exercising 

this delegated authority, the Board is 

directed to take every reasonable step to 

solicit comment. In determining 

whether to approve a collection of 

information, the Board will consider all 

comments received from the public and 

other agencies. 

During the comment period for this 

proposal, a copy of the proposed PRA 

OMB submission, including the draft 

reporting form and instructions, 

supporting statement, and other 

documentation, will be made available 

on the Board’s public website at https:// 

www.federalreserve.gov/apps/ 

reportforms/review.aspx or may be 

requested from the agency clearance 

officer, whose name appears above. 

Final versions of these documents will 

be made available at https://

www.reginfo.gov/public/do/PRAMain, if 

approved. 

Request for Comment on Information 

Collection Proposal 

The Board invites public comment on 

the following information collection, 

which is being reviewed under 

authority delegated by the OMB under 

the PRA. Comments are invited on the 

following: 

a. Whether the proposed collection of 

information is necessary for the proper 

performance of the Board’s functions, 

including whether the information has 

practical utility; 

b. The accuracy of the Board’s 

estimate of the burden of the proposed 

information collection, including the 

validity of the methodology and 

assumptions used; 

c. Ways to enhance the quality, 

utility, and clarity of the information to 

be collected; 

d. Ways to minimize the burden of 

information collection on respondents, 

including through the use of automated 

collection techniques or other forms of 

information technology; and 

e. Estimates of capital or startup costs 

and costs of operation, maintenance, 

and purchase of services to provide 

information. 

At the end of the comment period, the 

comments and recommendations 

received will be analyzed to determine 

the extent to which the Board should 

modify the proposal. 

Proposal Under OMB Delegated 

Authority To Extend for Three Years, 

Without Revision, the Following 

Information Collection 

Collection title: Disclosure 

Requirements and Recordkeeping 

Requirements Associated with 

Regulation CC. 

Collection identifier: FR CC. 

OMB control number: 7100–0235. 

Frequency: Event-generated. 

Respondents: State member banks and 

uninsured state branches and agencies 

of foreign banks. 

Estimated number of respondents: 

Bank burden: 686 (except for Changes in 

policy, 100); Consumer burden: 17,150. 

Estimated average hours per response: 

Specific availability policy disclosures 

and initial disclosures, 0.02; Longer 

delays on a case-by-case basis—Notice 

in specific policy disclosure, 0.05; 

Notice of exceptions, 0.05; Locations 

where employees accept consumer 

deposits and ATMs, 0.25; Quinquennial 


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